-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, ViU7j16KwKulau6OUwzp3JhW3IM89XBXUGY0vJkK5mxXrJ4uHhZ/xjmfOfa4GryX Em8gKoXvD2/WEHdk+I6cMA== 0000893750-02-000704.txt : 20021118 0000893750-02-000704.hdr.sgml : 20021118 20021115181800 ACCESSION NUMBER: 0000893750-02-000704 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20021115 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20021118 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WORLDCOM INC CENTRAL INDEX KEY: 0000723527 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 581521612 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10415 FILM NUMBER: 02830627 BUSINESS ADDRESS: STREET 1: 500 CLINTON CENTER DRIVE CITY: CLINTON STATE: MS ZIP: 39056 BUSINESS PHONE: 6014605600 FORMER COMPANY: FORMER CONFORMED NAME: WORLDCOM INC /GA/ DATE OF NAME CHANGE: 19970127 FORMER COMPANY: FORMER CONFORMED NAME: LDDS COMMUNICATIONS INC /GA/ DATE OF NAME CHANGE: 19930916 FORMER COMPANY: FORMER CONFORMED NAME: MCI WORLDCOM INC DATE OF NAME CHANGE: 19980914 8-K 1 form8k.txt FORM 8-K - ------------------------------------------------------------------------------ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549-1004 ---------------------- FORM 8-K ---------------------- CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 15, 2002 -------------- WorldCom, Inc. (Exact Name of Registrant as Specified in Charter) -------------- Georgia 0-11258 58-1521612 (State or Other Jurisdiction of (Commission File Number) (IRS Employer Incorporation) Identification No.) 500 Clinton Center Drive, Clinton, Mississippi 39056 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (601) 460-5600 -------------- - ------------------------------------------------------------------------------ 2 Item 5. Other Events. Press Releases On November 15, 2002, WorldCom, Inc. (the "Company") issued a press release announcing that it has named Michael D. Capellas as Chairman and Chief Executive Officer of the Company. A copy of this press release is filed as Exhibit 99.1 hereto and incorporated by reference herein. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (a) Financial Statements. Not applicable. (b) Pro Forma Financial Information. Not applicable. (c) Exhibits. Exhibit No. Description of Exhibit ----------- ---------------------- 99.1 Press Release dated November 15, 2002 3 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. WORLDCOM, INC. (Registrant) By: /s/ Michael H. Salsbury ------------------------------ Name: Michael H. Salsbury Title: General Counsel Dated: November 15, 2002 4 EXHIBIT INDEX Exhibit No. Description ----------- ----------- 99.1 Press Release dated November 15, 2002 EX-99.1 3 exh99_1.txt PRESS RELEASE EXHIBIT 99.1 MICHAEL D. CAPELLAS NAMED CHAIRMAN AND CEO OF WORLDCOM, INC. Pledges "Commitment to Integrity" New York -- November 15, 2002 - WorldCom, Inc. (WCOEQ) today announced that it has named Michael D. Capellas as Chairman and CEO. Mr. Capellas is the former president of Hewlett-Packard Company. Prior to HP, he was Chairman and CEO of Compaq Computer Corporation. "I took this job because I am convinced that WorldCom has the assets, the customers and the people to regain a leadership role in this industry," he said. "In order to do this, we must first regain trust and win respect. Accordingly, together we will rebuild WorldCom into a model of good corporate governance and management integrity." "Today we are launching a new company, one that will reclaim the strengths of its past and focus on a promising future," Mr. Capellas said. "I remember when this company was founded with a vision of convergence of computers and the Internet. WorldCom has always been on the forefront of this trend and will continue to lead it," he said. "I have spoken to many groups - creditors, managers, and board members - and it is everyone's desire to see this company succeed. WorldCom is made up of 60,000 hard-working men and women of high integrity, dedicated to quality of service and innovation. It is a company with great brands and a diverse and first rate customer base, and a company that plays a central role in our nation's communications industry." Mr. Capellas said he also was encouraged by the company's stabilized financial position, including more than $1.4 billion in cash, as well as the steps that current management has taken to ensure the improper conduct that occurred in the past cannot happen at the company in the future. Those steps include the appointment of a new CEO and CFO, a restructuring of the accounting department and accounting functions, doubling the internal audit staff with that function reporting directly to the audit committee of the board, the establishment of a corporate ethics office, and the establishment of a zero-tolerance policy for any actions that do not meet the highest standards of integrity. Page Two John Sidgmore, who led WorldCom's search for a new CEO, said Mr. Capellas was the company's top candidate. "Michael Capellas is an executive of great accomplishment, integrity and talent, who brings both seasoned experience and a fresh perspective," Mr. Sidgmore said. "His acceptance of our offer confirms our optimism about the future of our company. We are very excited about the opportunities his leadership will bring. We are confident that he will be able to capitalize on its strengths and maximize its growth." Irwin Gold, senior managing director and co-head of the restructuring group of Houlihan Lokey, financial advisors to the Official Committee of Creditors noted, "The creditors committee fully supports and endorses the appointment of Michael Capellas to lead WorldCom. We are optimistic that the skills he brings will add significant value to the company and its customers." Terms of Mr. Capellas's compensation are subject to court approval, which the company expects to seek as early as today. "I see this as a great opportunity," Mr. Capellas concluded. "I look forward to hitting the ground running." About WorldCom, Inc. WorldCom, Inc. (WCOEQ, MCWEQ) is a pre-eminent global communications provider for the digital generation, operating in more than 65 countries. With one of the most expansive, wholly-owned IP networks in the world, WorldCom provides innovative data and Internet services for businesses to communicate in today's market. In April 2002, WorldCom launched The Neighborhood built by MCI - the industry's first truly any-distance, all-inclusive local and long-distance offering to consumers. For more information, go to http://www.worldcom.com. ###### -----END PRIVACY-ENHANCED MESSAGE-----